UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): October 1, 2019 (
(Exact name of registrant as specified in its charter)
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Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter):
Emerging Growth Company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
INFORMATION TO BE INCLUDED IN THE REPORT
| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On September 30, 2019, the Company entered into change of control agreements with Blake D. Moret, Sujeet Chand, Patrick P. Goris, and Frank C. Kulaszewicz as well as certain other officers (the “Agreements”). The Agreements replace the Change of Control Agreements dated September 30, 2016 between the Company and the executives, which expired by their terms on September 30, 2019 (the “Old Agreements”). The Agreements become effective if there is a change of control of the Company on or after September 30, 2019 and before October 1, 2022. The terms and conditions set forth in the Agreements are substantially the same as those set forth in the Old Agreements (which are summarized in our most recent Proxy Statement dated December 12, 2018), except that the Agreements place a $100,000 limit on the amount of outplacement services the Company must provide to the CEO and a $75,000 limit on the amount of outplacement services the Company must provide for other executives who enter into an Agreement, in each case, in the event of a termination of employment under certain circumstances.
The foregoing description of the Agreements is not complete and is qualified in its entirety by reference to the Agreement with Mr. Moret and the form of Agreement with the other officers, copies of which are filed herewith as Exhibits 99.1 and 99.2 and are incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
| Exhibit Number |
Description | |||
| 99.1 |
Change of Control Agreement dated as of September 30, 2019 between the Company and Blake D. Moret. | |||
| 99.2 |
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| 104 |
Cover Page Interactive Data File (embedded within the Inline XBRL document). | |||
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| ROCKWELL AUTOMATION, INC. | ||
| (Registrant) | ||
| By |
/s/ Rebecca W. House | |
| Rebecca W. House | ||
| Senior Vice President, General Counsel | ||
Date: October 1, 2019